[Post-Effective Amendment No. 2 to Form S-8 (No. 333-44548) Post-Effective Amendment No. 2 to Form S-8 (No. 333-60150) Post-Effective Amendment No. 2 to Form S-8 (No. 333-84710) Post-Effective Amendment No. 2 to Form S-8 (No. 333-108817) Post-Effective Amendment No. 2 to Form S-8 (No. 333-120564) Post-Effective Amendment No. 2 to Form S-8 (No. 333-127850) Post-Effective Amendment No. 1 to Form] [UTSTARCOM HOLDINGS CORP. 1997 STOCK PLAN (Assumed and Amended on April 25, 2011) 1. Purposes of the Plan . The purposes of this Stock Plan are to attract and retain the best available personnel for positions of substantial responsibility, to provide additional incentive to Employees, Directors and Consultants and to promote the success of the Company’s business. Options granted under] [UTSTARCOM HOLDINGS CORP. 2001 DIRECTOR OPTION PLAN (As Assumed and Amended on April 25, 2011) 1. Purposes of the Plan . The purposes of this 2001 Director Option Plan are to attract and retain the best available personnel for service as Outside Directors (as defined herein) of the Company, to provide additional incentive to the Outside Directors of the Company] [UTSTARCOM HOLDINGS CORP. 2003 NONSTATUTORY STOCK OPTION PLAN (As Assumed and Amended on April 25, 2011) 1. Purposes of the Plan . The purposes of this Nonstatutory Stock Option Plan are: (a) to attract and retain the best available personnel for positions of substantial responsibility, (b) to provide additional incentive to Service Providers, and (c) to promote the success of] [UTSTARCOM HOLDINGS CORP. 2006 EQUITY INCENTIVE PLAN (As Assumed and Amended on April 25, 2011) 1. Purposes of the Plan . The purposes of this Plan are: · to attract and retain the best available personnel for positions of substantial responsibility, · to provide incentives to individuals who perform services to the Company, and · to promote the success of] [MAPLES Our ref SMC/660463/21338610v2 UTStarcom Holdings Corp. PO Box 309 Ugland House George Town Grand Cayman, KY1-1104 Cayman Islands 29 June 2011 Dear Sirs UTStarcom Holdings Corp. Company (the “ Registration Statement Merger Plans Resolutions As Cayman Islands counsel to the Company, we have examined the corporate authorisations of the Company in connection with the Merger and the adoption and] [11th Floor PricewaterhouseCoopers Center 2 Corporate Avenue 202 Hu Bin Road, Luwan District Shanghai 200021, PRC Telephone +86 (21) 2323 8888 Facsimile +86 (21) 2323 8800 pwccn.com CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in this Registration Statement on Form S-8 of UTStarcom Holdings Corp. of our report dated March 16, 2011]

[Post-Effective Amendment No.2 to FormS-8 (No.333-44548) Post-Effective Amendment No.2 to FormS-8 (No.333-60150) Post-Effective Amendment No.2 to FormS-8 (No.333-84710) Post-Effective Amendment No.2 to FormS-8 (No.333-108817) Post-Effective Amendment No.2 to FormS-8 (No.333-120564) Post-Effective Amendment No.2 to FormS-8 (No.333-127850) Post-Effective Amendment No.1 to FormS-8 (No.333-136551) Post-Effective Amendment No.1 to FormS-8 (No.333-161639) FORMS-8 REGISTRATION STATEMENT] [UTSTARCOMSRP. 1997 STOCK PLAN (Assumed and Amended on April25, 2011) 1. Purposes of the Plan . The purposes of this Stock Plan are to attract and retain the best available personnel for positions of substantial responsibility, to provideditionalentive to Employees, Directors andnsultants and to promote the success of thempanys business. Options granted under the Plan] [UTSTARCOMSRP. 2001 DIRECTOR OPTION PLAN (Assumed and Amended on April25, 2011) 1. Purposes of the Plan . The purposes of this 2001 Director Option Plan are to attract and retain the best available personnel for service Outside Directors (as defined herein) of thempany, to provideditionalentive to the Outside Directors of thempany to serve Directors, and] [UTSTARCOMSRP. 2003 NONSTATUTORY STOCK OPTION PLAN (Assumed and Amended on April25, 2011) 1. Purposes of the Plan . The purposes of this Nonstatutory Stock Option Plan are: (a) to attract and retain the best available personnel for positions of substantial responsibility, (b) to provideditionalentive to Service Providers, and] [UTSTARCOMSRP. 2006 EQUITYENTIVE PLAN (Assumed and Amended on April25, 2011) 1. Purposes of the Plan . The purposes of this Plan are: to attract and retain the best available personnel for positions of substantial responsibility, to provideentives to individuals who perform services to thempany, and] [MAPLES Our refSMC/660463/21338610v2 UTStarcomsrp. PO Box 309 Ugland House George Town Grandyman,1-1104yman Islands 29 June2011 Dear Sirs UTStarcomsrp.mpany (the Resolutionsyman Islandsunsel to thempany, we have examined therporate authorisations of thempany innnection with the Merger and theoption and amendment of the Plans (the] [11th Floor PricewaterhouseCoopers Center 2rporate Avenue 202 Hu Bin Road, Luwan District Shanghai 200021, Telephone +86 (21) 2323 8888 Facsimile +86 (21) 2323 8800 pwccn.comNSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We herebynsent to theorporation by reference in this Registration Statement on FormS-8 of UTStarcomsrp. of our reportted March16, 2011 relating to the financial statements,]

[Post-Effective Amendment No.2 to FormS-8 (No.333-44548) Post-Effective Amendment No.2 to FormS-8 (No.333-60150) Post-Effective Amendment No.2 to FormS-8 (No.333-84710) Post-Effective Amendment No.2 to FormS-8 (No.333-108817) Post-Effective Amendment No.2 to FormS-8 (No.333-120564) Post-Effective Amendment No.2 to FormS-8 (No.333-127850) Post-Effective Amendment No.1 to FormS-8 (No.333-136551) Post-Effective Amendment No.1 to FormS-8 (No.333-161639) FORMS-8 REGISTRATION STATEMENT] [UTSTARCOMSRP. 1997 STOCK PLAN (Assumed and Amended on April25, 2011) 1. Purposes of the Plan . The purposes of this Stock Plan are to attract and retain the best available personnel for positions of substantial responsibility, to provideditionalentive to Employees, Directors andnsultants and to promote the success of thempanys business. Options granted under the Plan] [UTSTARCOMSRP. 2001 DIRECTOR OPTION PLAN (Assumed and Amended on April25, 2011) 1. Purposes of the Plan . The purposes of this 2001 Director Option Plan are to attract and retain the best available personnel for service Outside Directors (as defined herein) of thempany, to provideditionalentive to the Outside Directors of thempany to serve Directors, and] [UTSTARCOMSRP. 2003 NONSTATUTORY STOCK OPTION PLAN (Assumed and Amended on April25, 2011) 1. Purposes of the Plan . The purposes of this Nonstatutory Stock Option Plan are: (a) to attract and retain the best available personnel for positions of substantial responsibility, (b) to provideditionalentive to Service Providers, and] [UTSTARCOMSRP. 2006 EQUITYENTIVE PLAN (Assumed and Amended on April25, 2011) 1. Purposes of the Plan . The purposes of this Plan are: to attract and retain the best available personnel for positions of substantial responsibility, to provideentives to individuals who perform services to thempany, and] [MAPLES Our refSMC/660463/21338610v2 UTStarcomsrp. PO Box 309 Ugland House George Town Grandyman,1-1104yman Islands 29 June2011 Dear Sirs UTStarcomsrp.mpany (the Resolutionsyman Islandsunsel to thempany, we have examined therporate authorisations of thempany innnection with the Merger and theoption and amendment of the Plans (the] [11th Floor PricewaterhouseCoopers Center 2rporate Avenue 202 Hu Bin Road, Luwan District Shanghai 200021, Telephone +86 (21) 2323 8888 Facsimile +86 (21) 2323 8800 pwccn.comNSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We herebynsent to theorporation by reference in this Registration Statement on FormS-8 of UTStarcomsrp. of our reportted March16, 2011 relating to the financial statements,]

[Post-Effective Amendment No.2 to FormS-8 (No.333-44548) Post-Effective Amendment No.2 to FormS-8 (No.333-60150) Post-Effective Amendment No.2 to FormS-8 (No.333-84710) Post-Effective Amendment No.2 to FormS-8 (No.333-108817) Post-Effective Amendment No.2 to FormS-8 (No.333-120564) Post-Effective Amendment No.2 to FormS-8 (No.333-127850) Post-Effective Amendment No.1 to FormS-8 (No.333-136551) Post-Effective Amendment No.1 to FormS-8 (No.333-161639) FORMS-8 REGISTRATION STATEMENT] [UTSTARCOMSRP. 1997 STOCK PLAN (Assumed and Amended on April25, 2011) 1. Purposes of the Plan . The purposes of this Stock Plan are to attract and retain the best available personnel for positions of substantial responsibility, to provideditionalentive to Employees, Directors andnsultants and to promote the success of thempanys business. Options granted under the Plan] [UTSTARCOMSRP. 2001 DIRECTOR OPTION PLAN (Assumed and Amended on April25, 2011) 1. Purposes of the Plan . The purposes of this 2001 Director Option Plan are to attract and retain the best available personnel for service Outside Directors (as defined herein) of thempany, to provideditionalentive to the Outside Directors of thempany to serve Directors, and] [UTSTARCOMSRP. 2003 NONSTATUTORY STOCK OPTION PLAN (Assumed and Amended on April25, 2011) 1. Purposes of the Plan . The purposes of this Nonstatutory Stock Option Plan are: (a) to attract and retain the best available personnel for positions of substantial responsibility, (b) to provideditionalentive to Service Providers, and] [UTSTARCOMSRP. 2006 EQUITYENTIVE PLAN (Assumed and Amended on April25, 2011) 1. Purposes of the Plan . The purposes of this Plan are: to attract and retain the best available personnel for positions of substantial responsibility, to provideentives to individuals who perform services to thempany, and] [MAPLES Our refSMC/660463/21338610v2 UTStarcomsrp. PO Box 309 Ugland House George Town Grandyman,1-1104yman Islands 29 June2011 Dear Sirs UTStarcomsrp.mpany (the Resolutionsyman Islandsunsel to thempany, we have examined therporate authorisations of thempany innnection with the Merger and theoption and amendment of the Plans (the] [11th Floor PricewaterhouseCoopers Center 2rporate Avenue 202 Hu Bin Road, Luwan District Shanghai 200021, Telephone +86 (21) 2323 8888 Facsimile +86 (21) 2323 8800 pwccn.comNSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We herebynsent to theorporation by reference in this Registration Statement on FormS-8 of UTStarcomsrp. of our reportted March16, 2011 relating to the financial statements,]

[Post-Effective Amendment No.2 to FormS-8 (No.333-44548) Post-Effective Amendment No.2 to FormS-8 (No.333-60150) Post-Effective Amendment No.2 to FormS-8 (No.333-84710) Post-Effective Amendment No.2 to FormS-8 (No.333-108817) Post-Effective Amendment No.2 to FormS-8 (No.333-120564) Post-Effective Amendment No.2 to FormS-8 (No.333-127850) Post-Effective Amendment No.1 to FormS-8 (No.333-136551) Post-Effective Amendment No.1 to FormS-8 (No.333-161639) FORMS-8 REGISTRATION STATEMENT] [UTSTARCOMSRP. 1997 STOCK PLAN (Assumed and Amended on April25, 2011) 1. Purposes of the Plan . The purposes of this Stock Plan are to attract and retain the best available personnel for positions of substantial responsibility, to provideditionalentive to Employees, Directors andnsultants and to promote the success of thempanys business. Options granted under the Plan] [UTSTARCOMSRP. 2001 DIRECTOR OPTION PLAN (Assumed and Amended on April25, 2011) 1. Purposes of the Plan . The purposes of this 2001 Director Option Plan are to attract and retain the best available personnel for service Outside Directors (as defined herein) of thempany, to provideditionalentive to the Outside Directors of thempany to serve Directors, and] [UTSTARCOMSRP. 2003 NONSTATUTORY STOCK OPTION PLAN (Assumed and Amended on April25, 2011) 1. Purposes of the Plan . The purposes of this Nonstatutory Stock Option Plan are: (a) to attract and retain the best available personnel for positions of substantial responsibility, (b) to provideditionalentive to Service Providers, and] [UTSTARCOMSRP. 2006 EQUITYENTIVE PLAN (Assumed and Amended on April25, 2011) 1. Purposes of the Plan . The purposes of this Plan are: to attract and retain the best available personnel for positions of substantial responsibility, to provideentives to individuals who perform services to thempany, and] [MAPLES Our refSMC/660463/21338610v2 UTStarcomsrp. PO Box 309 Ugland House George Town Grandyman,1-1104yman Islands 29 June2011 Dear Sirs UTStarcomsrp.mpany (the Resolutionsyman Islandsunsel to thempany, we have examined therporate authorisations of thempany innnection with the Merger and theoption and amendment of the Plans (the] [11th Floor PricewaterhouseCoopers Center 2rporate Avenue 202 Hu Bin Road, Luwan District Shanghai 200021, Telephone +86 (21) 2323 8888 Facsimile +86 (21) 2323 8800 pwccn.comNSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We herebynsent to theorporation by reference in this Registration Statement on FormS-8 of UTStarcomsrp. of our reportted March16, 2011 relating to the financial statements,]